In this issue: The Legislative and Regulatory Developments Shaping the 2012 Proxy Season; Say-on-Pay in 2012; Key Disclosure Considerations for Proxy Statements and Annual Reports; Shareholder Activism and Corporate Governance; Revisiting Key Corporate Governance and Disclosure Policies; and Executive Summary.

The MoFo Proxy Season Field Guide was produced and edited by David M. Lynn, Co-Chair of the Public Companies and Corporate Governance Practice. Mr. Lynn’s practice is focused on advising a wide range of clients on SEC matters, securities transactions and corporate governance. Mr. Lynn previously served as Chief Counsel of the U.S. Securities and Exchange Commission’s Division of Corporation Finance. Mr. Lynn co-authored The Executive Compensation Disclosure Treatise and Reporting Guide, and serves as Editor of TheCorporateCounsel.net and leading publications such as The Corporate Counsel and The Corporate Executive.

Special thanks go to Jackie Liu, Co-Chair of the Public Companies and Corporate Governance Practice, Lawrence R. Bard, Christopher M. Forrester, Brandon C. Parris, Andrew D. Thorpe, Celeste S. Ferber, Jeannette V. Filippone, Scott G. Hodgdon, Indira Lall, Alyse K. Latour, Brendan J. Reed and Peter E. Romo.

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